Common use of Restrictions on Public Sale by Holders Clause in Contracts

Restrictions on Public Sale by Holders. If requested by the lead managing underwriter, the Company and each Holder of Registrable Securities agrees not to effect any public sale or distribution of any Registrable Securities or of any securities convertible into or exchangeable or exercisable for such Registrable Securities, including a sale pursuant to Rule 144 under the Securities Act, or otherwise to make a Demand Request or a Form S-3 Demand, during a period of not more than ten (10) days before and one hundred and eighty (180) days after, in the case of an IPO, or ninety (90) days after, in the case of any other firm underwriting public offering of securities of the Company, commencing on the effective date of the registration statement relating to such IPO or public offering (the “Lock-Up Period”), unless expressly authorized to do so by the lead managing underwriter; provided, however, that if any other holder of securities of the Company that is subject to a similar lock-up period shall be subject to a shorter period or receives more advantageous terms than the period or terms relating to the Lock-Up Period, then the Lock-Up Period shall be such shorter period and also on such more advantageous terms and, notwithstanding the foregoing, the Holders shall not be required to sign lock-up agreements unless all of the Company’s directors, executive officers and securities holders owning five percent (5%) or more of the Registrable Securities have signed lock-up agreements with the managing underwriters. Any such lock-up agreements signed by the Holders shall contain reasonable and customary exceptions, including the right of a Holder to make transfers to certain Affiliates and transfers related to shares of securities owned by Holders as a result of open market purchases made following the closing of the IPO. The Company may impose stop-transfer instructions with respect to the securities subject to the foregoing restrictions until the end of the relevant period.

Restrictions on Public Sale by Holders. Restrictions on Public Sale by Securityholders. If requested by the lead managing underwriter, the Company and each Holder of Registrable Securities Securityholder agrees not to effect any public sale or distribution of any Registrable Company Securities (including any Reclassified Securities) or of any securities convertible into or exchangeable or exercisable for such Registrable Company Securities (including any Reclassified Securities), including a sale pursuant to Rule 144 under the Securities Act, or otherwise to make a Demand Request or a Form S-3 Demand, during a period of not more than ten (10) days before and one hundred and eighty (180) days after, in the case of an IPO, or ninety (90) days after, in the case of any other firm underwriting public offering of securities of the Company, IPO pursuant to an effective Registration Statement commencing on the effective date of the registration statement relating to such IPO or public offering Registration Statement (the “Lock-Up Period”), unless expressly authorized to do so by the lead managing underwriter; provided, however, that if any other holder of securities of the Company that is subject to a similar lock-up period shall be subject to a shorter period or receives more advantageous terms than the period or terms relating to the Lock-Up Period, then the Lock-Up Period shall be such shorter period and also on such more advantageous terms and, and notwithstanding the foregoing, the Holders Securityholders shall not be required to sign lock-up agreements unless all of the Company’s directors, executive officers and securities holders securityholders owning five one percent (51%) or more of the Registrable Securities Company’s fully diluted voting stock have signed lock-up agreements with the managing underwriters. Any such lock-up agreements signed by the Holders Securityholders shall contain reasonable and customary exceptions, including including, without limitation, the right of a Holder Securityholder to make transfers to certain Affiliates and transfers related to shares of securities owned by Holders Securityholders as a result of open market purchases made following the closing of the IPOapplicable offering. The Company may shall be authorized to impose stop-transfer instructions with respect to the securities subject to the foregoing restrictions until the end of the relevant period.

Restrictions on Public Sale by Holders. If requested by the lead managing underwriterEach Holder hereby agrees that, if and whenever the Company and each Holder (i) proposes to register any of Registrable Securities agrees not to effect any public sale or distribution of any Registrable Securities or of any its equity securities convertible into or exchangeable or exercisable for such Registrable Securities, including a sale pursuant to Rule 144 under the Securities Act, whether or otherwise not for its own account, or (ii) is required to make use its commercially reasonable best efforts to effect the registration of any Registrable Securities and Registrable Preferred under the Securities Act pursuant to a Demand Request or a Form S-3 DemandRegistration, such Holder will not, without the prior written consent of the managing underwriter in an underwritten offering, during a the period of not more than commencing on the date that is ten (10) days before prior to, and one for up to one-hundred and eighty (180) days after, in the case of an IPO, or ninety (90) days after, in the case of any other firm underwriting public offering of securities of the Company, commencing on the effective date of such registration or the registration statement relating to date of the prospectus for such IPO or public offering (if later) (the “Lock-Up Period”), unless expressly authorized effect (other than pursuant to do so by such registration) any public sale or distribution, including, without limitation, any sale pursuant to Rule 144, of any Registrable Securities or Registrable Preferred, any other equity securities of the lead managing underwriterCompany or any securities convertible into or exchangeable or exercisable for any equity securities of the Company; provided, however, that if any other holder of securities of the Company that is subject to a similar lock-up period shall be or becomes subject to a shorter period Lock-Up Period or receives more advantageous terms than the period or terms relating to the Lock-Up PeriodPeriod under any lock-up agreement (including but not limited to as a result of any discretionary waiver or termination of the restrictions of any or all of such agreements by the Company or the underwriters), then the Lock-Up Period shall be such shorter period and also on such more advantageous terms and, notwithstanding terms. The Company shall use its best efforts to cause all of the foregoing, the Holders shall not be required Company’s directors and officers to sign lock-up agreements unless all of the Company’s directors, executive officers and securities holders owning five percent on comparable terms in connection therewith (5%) or more of the Registrable Securities have signed lock-up agreements with on such terms as may be required by the managing underwritersunderwriter). Any such lock-up agreements signed by the Holders shall contain reasonable and customary exceptions, including including, without limitation, the right of a Holder to make transfers to certain Affiliates and transfers related to shares of securities owned by Holders as a result of open market purchases made following the closing of the IPOAffiliates. The Company may impose stop-transfer instructions with respect to the shares of Common Stock or other securities subject to the foregoing restrictions until the end of the relevant period.